Previously on Angel:

Cordy: "I sort of need to talk to you."

Cordy: "I'm late. I'm late."

Angel: "Connor. What are you doing here."

Skip: "What you're being called to do transcends love. You'll become a higher being."

Cordy: "Me?"

Cordy: "I know somehow, it's all gonna be all right."

Connor: "You murdered my father."

Angel: "I didn't. She knows it. Connor! Never forget that I'm your father and I love you."

Gunn: "We spent the last three months trying to find Angel and Cordy and all we're closing in on is an eviction."

Wes: "I have no idea where Angel is, Lilah, and I really couldn't care."

Wes: "It's time. Let's go for a boat ride."

Fred: "We got a call from an old friend tonight."

Gunn: "He's out there right now. Puttering around on his boat."

Fred: "With Angel. He's been down there for three months and you knew! How could you do that to us? How could you do that to your father? How could you..."

Fred tazers Connor.

Wes: "I believe you're looking for this."

Fred: "Angel..."

Angel: "What you did to me was unbelievable. I love you Connor. Now get out of my house."

Angel: "I need Cordy - now. Wherever she is, whatever she's going through, we have to find her."

Cordy: "God, I'm so bored."

Gills Rock, Wisconsin, October 28, 1985

A white Mercedes drives past a sign reading Thorpe's Academy.

A little girl, dressed in a red snowsuit and red gloves stands on the gravel of the academy drive. Behind her a young couple gets out of the car and comes to stand a few steps behind the girl. A woman dressed in businesslike attire steps forward to greet them.

Lydia: "Mr. and Mrs. Raiden. Welcome to the academy. I'm Lydia Thorpe."

Mrs. Raiden: "We can't thank you enough. After all we've been through..."

Lydia: "Honestly I should be thanking you. Your gift to the school was quite generous. We've already invested a portion of it into the accommodations for Gwen's - special needs."

Mr. Raiden: "When should we come back?"

Lydia: "Classes end June 3^rd."

The couple exchanges a look.

Mr. Raiden: "Well, here you go, Gwen. You're finally going to school. Exciting, isn't it?"

Mrs. Raiden: "You be a good girl now. You hear me? Be good. And remember we love you."

Mr. Raiden: "Thanks again. We'll see you in June. (To girl) June, alright?"

Never answering or turning, Gwen slowly walks towards Lydia.

Lydia: "Hello, Gwen. I'm Ms. Thorpe. I'm gonna take you up to class now. You must stay away from the other children of course, but I'm confident you will learn my other rules very quickly."

Lydia and Gwen walk towards the academy. Lydia stops and turns back to look at her parents, who turn away from watching her and get in the car. Gwen turns back to Lydia, who has stopped to wait for her, reaching out a gloved hand. Lydia bats the hand away.

Lydia: "No, Gwen."

They continue up the drive.

A scattered group of kids is playing out in the sunshine behind the academy. Gwen, still dressed as she was, sits under a tree a little ways off, watching. After a moment, she turns to her lunch, pulling off her right glove when she can't manage to grasp the spoon in her gloved hand.

A boy carrying a little toy and making car noises spots her. He 'drives' over and stops by her making the sound of screeching brakes.

Boy: "Are you a freak?"

Gwen: "I don't know."

Boy: "Guess you don't look like one."

Gwen: "Thanks."

The bell rings.

Lydia: "Okay kids, inside! Inside now!"

Gwen stands up. The boy offers her the car he is holding.

Boy: "You can hold on to this - if you want."

Gwen smiles and reaches for the car with her ungloved hand.

Lydia: "Gwen!"

Blue lightning arcs from Gwen's hand into the boy as she touches his hand, throwing him backwards.

Lydia: "No!"

Gwen backs away from the smoking ruins of the toy car lying on the ground as Lydia runs to the boy, lying in a lifeless heap on the ground.

Los Angeles, night, Cordy's apartment. Fred, holding a cardboard box, appears in the open arch leading from the kitchen into the living room.

Fred: "Smell anything?"

Angel: "Cordelia. Maybe some old incense or candles - and strangely enough lemons. Lots and lots of lemons."

Fred: "I might have gone a little nuts with the floor polish. I wanted the place to look nice for when the landlord starts showing it."

Angel: "It does - look nice. Nice and empty."

Fred: "You should have seen the size of the dust bunnies under Cordy's bed! More like dust sperm whales."

Angel, after a beat: "I can't believe it's been three months."

Fred: "We paid the rent for the first couple, but then things got sort of tight and, well, big apartment, no one living here..."

Angel: "Phantom Dennis! Does-does he know anything about Cordy? Where she might be?"

Fred: "He's just ticked we haven't brought her home already."

Angel: "We will, though. Soon."

Fred: "Absolutely."

Fred turns away into the living room and after a few moments Angel follows her.

Angel: "You said you already tried talking to Lorne in Las Vegas."

Gunn is working on the back of the TV.

Gunn: "Yeah. Emphasis on the word 'tired.' (Sparks fly and Gunn pulls his hand away) Fancy-ass surround sound. Fred!"

Fred, putting books into the box she was holding earlier: "I already packed the bandaids, buddy. From the exactly twice we've able to get a hold of him we know that Lorne is keeping his eyes peeled, but so far all is quiet on the psychic front."

Gunn: "Did you show him the box?"

Fred: "See that one? With the pictures? That stuff was on the table the night Cordy disappeared. It's mostly personal stuff. Didn't mean much to us, but - you might see something."

Angel flips through one of the books in the box.

Angel: "How about the police?"

Gunn: "Uh, lets see, abandoned car, empty apartment..."

Fred: "No signs of violence, no plans for travel..."

Gunn: "Please file a missing persons report..."

Fred: "And have a nice day."

Gunn: "But hey, that was only first time. The next seven times they left out the 'nice day' part."

Angel looks at two pictures from the box, one of him and Cordy, the other showing he, Cordy and Wes.

Angel: "Something must have happened to her that night - something big."

Gunn: "Well, you guys were supposed to meet up."

Angel: "I know why I wasn't there."

Fred: "Sure. Banished to the ocean depths by your ungrateful snot of a son."

Gunn: "Not that she's bitter."

Angel: "I appreciate you guys looking out for Connor all summer. It's just that he's confused. He needs time. That's all."

Fred takes a stack of books from the shelf above the fireplace and drops them in the box.

Fred: "Right. Time and some corporal punishment with a large, heavy mallet. Not that I'm bitter."

Fred turns to find the books back on the shelf.

Fred: "Damn it, Dennis! She is not coming back!"

No one says anything for a moment then Fred turns to almost look at the guys.

Fred: "I-I'm sorry Angel, I didn't... - I meant to the apartment."

Angel: "I-It's okay - Fred. Anyway, we got tons of room back at the hotel. We can keep everything safe."

Fred: "It's just... you count on stuff, you know? Things being where you left them. What happens if you get back and they're not there?"

Angel looks down at the picture of him, Cordy and Wes.

Angel: "You go find them."

Wes: "Jones, ground sweep, left flank!"

Wes and two other men fight some type of monster in a dark sewer tunnel. The monster knocks one of the men down and the double bladed ax he was holding slides across the floor - to be stopped by a foot, and picked up by the man that foot belongs to - who turns out to be Angel.

Angel: "Need help?"

Wes slices through the monster's torso from its shoulder with a sweep of his ax.

Wes: "No. Thanks."

Wes reaches down to pick up something from the falling monster.

Wes: "So. Mister O'Leary is being kept in a motel. How original. (Tosses the key to Jones) Free him. Report to base, have Diana close out the file. Hawkins, back of my car."

The two men leave.

Angel: "Running your own game now, huh?"

Wes remains silent.

Angel: "I never got the chance to thank you. Finding me, bringing me up. (Wes turns away) Must have been hard for you. (Wes moves the monster's head and shoulders to the side) No map, all that water."

Wes gives Angel a look then starts to walk away. Angel hurries after him.

Angel: "Look, what - what went down between us... - I had a lot of time down there - to think. You know about the way things went, the way they could have gone. I just want you to know as far as I'm concerned..."

Wes puts his ax on a box. Hawkins comes up, takes the ax and replaces it with a metal attaché case.

Angel: "We're okay again."

Wes gives Angel a look, then opens the case, takes out a scrapbook and hands it to Angel.

Angel: "What's this?"

Wes: "What you came for."

Angel opens the book, sees a picture of Cordy's car and a map.

Wes: "That is all I have on Cordelia's disappearance."

Angel: "You did your own investigation."

Wes: "I don't think she's dead. (Angel looks up and Wes turns back to his case) I can't say for certain of course, but I don't think she's in our dimension any longer. Beyond that - is a road I couldn't follow. No living thing can."

Angel, looking at another picture in the book: "Who's Dinza?"

Wes: "One of the Eleusian mysteries, the dark demi-goddess of the lost. Only the dead can enter her presence, and those that do she often traps for eternity."

Angel: "Sounds cheery."

Wes rolls up a rope.

Wes: "I managed to locate her lair, but obviously couldn't enter myself."

Angel: "This Dinza can tell me where Cordy is."

Wes: "No. The most she'll tell you is where to look."

Wes puts the rope into the case and closes it.

Wes: "Just beware. Dinza isn't remotely trustworthy."

Angel, looking at the book: "What should I do then? Send her a gift? Sacrifice? (Looks up to see Wes disappearing through a doorway up some stairs) Unholy fruit basket?"

Flashy time cut to Angel climbing down a ladder into a sewer tunnel. He walks over to an open doorway.

Angel: "Knock, knock. (Enters slowly) Door was open... (A closed door materializes in the doorway behind him) Or it was a second ago."

A clawed hand touches Angel on the neck and he spins around - only to find no one there.

Dinza: "Are you lost?"

Again Angel gets touched and spins to find empty air.

Angel: "Keep it up you're gonna make me seasick."

Dinza: "I doubt it."

Angel hears some fluttering and spins to find Dinza crouched on a pipe behind him.

Dinza: "I think it would have happened before now. Tell me, do you miss the sound of the waves?"

Angel: "You - you know who I am."

Dinza: "I know you were lost. I know all the lost things."

Angel: "Really? - City of Atlantis? - Holy Grail? - Jimmy Hoffa."

Dinza touches him quickly. Angel jerks back and she flutters away.

Dinza: "Lost love."

Angel spins to find her crouched on a pipe high above him.

Angel: "So you know why I'm here. Who I'm trying to find."

Dinza: "She is far from you, champion, and needs you no longer."

Angel: "I need her."

Whispering and growling echoes through the lair.

Dinza: "They think that you should join them. That I should never let you out. (Chuckles) But who listens to the dead? The axis of Pythia rests close by. What you seek can only be found inside the axis."

Angel: "The axis."

Dinza: "An ancient power bridging all dimensions. Find the axis and find your lost one."

Angel: "Why should I trust you?"

Suddenly Dinza is behind him, clawed hands around his throat.

Dinza: "Because I'd love to keep you - but you have so much more to lose..."

A white limousine sits in front of a hotel entrance.

A man in a dark suit sits at one of the tables in the hotel's restaurant. A girl with long, wavy brown hair, wearing tight red leather pants and matching tube top walks down an aisle between the tables, pulling up some long black gloves. All the men turn their heads to watch her as she walks by. The man at the table shakes his head with a sigh. The woman sits down in a chair opposite from him.

Elliot: "I thought I said discreet."

Gwen: "What? Do you see a nipple?"

Elliot: "You're late."

Gwen: "You're screwing me. The axis of Pythia is worth thirty three million dollars. You told me it was worth six."

Elliot: "The axis is merely a mystical object. It has no inherent monetary value."

Gwen: "Blah, blah, polysyllabic blah. I need a drink. Waiter? I'll take a redcoat, up, double the voddy, and can I get one of those little swizzly things? I just love those. (Waiter leaves) You were saying?"

Elliot: "My appraiser priced the axis at exactly..."

Gwen: "At eighteen percent of its true market value. And seeing as I steal stuff on commission, that's like getting me for eighty percent off. Now let's be honest Elliot (Gwen reaches to touch his hand and he jerks it away before she can make contact) - do I look like a blue light special to you?"

Elliot: "Street value is irrelevant. I only want the axis for my own private collection. Now as I recall, we had already settled on a rather substantial fee."

Gwen: "Say it with me, big guy: com-mis-sion."

Looks at a file folder on the table.

Gwen: "Is this my stuff?"

Opens the folder and glances through it.
Gwen: "Auction house perimeter, security system, vent work, vaults."

Elliot: "Make the delivery to a private high rise downtown. I'll be waiting in the penthouse. And then we'll transfer the balance of your fee."

Gwen: "Which we both know is going to have a lot more zeros on the end of it, right?"

Elliot: "You know Gwen, you came to me very highly recommended for your, ah... (the waiter sets down Gwen's drink) for your talents. But I have to admit, I was expecting someone a bit more - professional."

Gwen getting up: "I am a professional. And we professionals don't like taking the bone."

Gwen dangles a men's watch in front of Elliot's face.

Elliot: "Gwen, that is a twelve thousand dollar watch."

Gwen closes her hand around it. There is a crackle and some blue sparks, then she drops the melted watch onto the table.

Gwen, smiling: "And now it's surrealism."

Gwen takes the toothpick out of the drink and sticks it between her teeth.

Gwen: "Thanks for the drink."

Gwen turns and walks out.

Break

Close up of Cordy's face up in the glowing, white clouds. The camera zooms in close on one of her eyes, then dives through it down on Los Angeles and Gunn, Fred and Angel in the reception of the Hyperion.

Fred turns the first page of a flip chart revealing a simple drawing of a loop on a line.

Fred: "The axis of Pythia. Forged from the tripod of the Delphic oracle, the axis, a metal arc set into a marble base, stands approximately two feet high and weighs eighteen pounds."

Angel hands a paper he has been scribbling on to Gunn: "Here, that'll give you an idea."

Gunn: "Wow."

On the paper is a detailed sketch of the axis.

Fred: "Is that... You didn't draw that."

Angel: "Huh? Yeah, I just, you know, scribbled it down out of one of the books."

Fred: "Ah, nice."

Walks to her flip chart and quickly flips the page to one with a little yellow ghost drawn on it.

Fred: "The axis is said to have been imbued with many mystical qualities, one of which is finding souls or entities across dimensions."

Angel: "Entities like..."

Angel holds up his scratch pad to show a pencil portrait of Cordy.

Gunn, smiling: "Cordelia."

Fred: "Wow. That's just..."

Gunn: "Oh. Hey, baby, I like your little - your ghost guy."

Fred: "I haven't slept, Charles."

Gunn: "So, we need the axis. (To Angel) How do we get it?"

Fred: "Currently the axis is being held in a vault in Chandler's auction house."

Fred flips the chart to reveal a blocky, yellow square with two rows of white squares ranged within it for windows and a door in the bottom with Chandler written over it.

Fred: "An establishment firmly rooted in the black market. Black market means money. Money means security."

Angel: "But not to worry, because I beat the building plans out of a snitch, who thought I was dead."

Fred: "The building plans are only half of it. Just because we know where it is doesn't mean we can get to it."

Fred flips the chart again and Gunn starts to read off the list she made on it.

Gunn: "Surveillance cameras, electric gates..."

Angel: "Laser sensors, handprint recognition..."

Fred: "Not to mention armed guards."

Gunn: "Yeah, but if it's an auction house can't we just, you know, e-bay it?"

Fred and Angel: "Thirty three million dollars."

Gunn choking on his drink: "I think my lungs (coughs) have coffee..."

Fred: "I'm still working on a plan, but so far it involves being sent to prison and becoming somebody's bitch."

Angel: "No one's going to jail, Fred. I told you, a heist like this, I've done it a million times."

Fred just stares at him.

Angel: "Okay. Maybe twice, but I'm good at it. I swear!"

Gunn: "Uh, you're *not* counting the time we stole the crazy making death shroud that nearly killed us, right?"

Angel: "The point is, this is how we find Cordy, so this is what we're gonna do."

Fred: "Okay. (Takes the plans from Angel) I'm just going to take these (Picks up her flip chart) and go over the details and see if I can, I don't know, whip something up, - say, a plan. (The guys just look at her) Okay."

Fred leaves.

Angel: "I'm really strong, if that helps."

Fred: "Okay!"

We hear a door close.

Gunn: "That's my girl, large and in charge. Okay, teensy-weensy and in charge."

Angel: "Amazing the way she stepped up while I was gone. Kinda reminds me of Cordy."

Gunn: "Angel, say we use this axis thing to find her. What then?"

Angel: "Then - we do whatever it takes to get her back home. Where she belongs."

Gunn: "Okay. So what are we going to need for operation chance-in-hell?"

Angel: "Hmm. I can only guess. Probably some repelling hooks..."

We see Gwen pack some repelling hooks.

Angel: "Flashlights, obviously..."

Gwen tests flashlight and slides into a pocket on her sleeve.

Angel: "Aerosols. What else?"

Gwen hooks a rope to her body harness, zips up a case of locksmith tools, slides a shiny dagger into her boot and settles the strap of a shoulder bag in place. A small metal cylinder is brought to her on a shiny silver tray and Gwen takes it, thanking the blonde dressed like a butler with a smile.

Gwen: "Thanks Nick."

Gwen walks to the flat screen panel of her computer and touches a button that turns the screen into a mirror. She opens the cylinder and turns its base. It's lipstick. She leans forward and applies it. She gives her reflection a last look then turns and leaves with a small smile.

A man slams a woman up against the wall, pressing in close.

Lilah: "Oh. I can't stay."

Wes pulls back for a moment from kissing her neck: "Who said you could?"

Lilah: "Big meeting in a couple of hours. Potential client, first time as the new boss..."

Wes: "Not interested."

Lilah pushes away from the wall, pushing Wes up against the table behind him, sending things clattering to the floor.

Lilah: "I just want you to know why *I* am going first tonight."

Wes: "If I let you go at all."

Lilah: "You mean the way you let your little slave girl go? Justine, is it?"

Wes: "So you finally heard about that."

Lilah: "I heard. (Leans forward to whisper in Wes' ear) I'm betting she heard a few things, too."

Wes: "The walls are soundproofed."

Lilah bites Wes' ear. Wes takes a hold of her shoulders and twists so that it is Lilah on the table with him on top.

Wes: "Though she did call you impossibly loud."

Lilah: "All this time you've been lying through your teeth. 'Wes is so apathetic. Wesley doesn't care.'"

Wes: "I had to raise him. Angel is - necessary."

Lilah: "For what?"

Wes, leaning in for a kiss: "Fighting people like you."

They tumble onto the floor, kissing, with Lilah on top.

Lilah: "Good news is - you might have done me a favor. As soon as he dried off, Angel kicked Connor out of the hotel. Poor little guy. Friendless. Homeless. Looks like Connor's gonna need someone who cares. Like a big sister, or, hey Mrs. Robinson, if that's what he's into."

Wes twists so he's the one on top again.

Lilah: "I thought you liked the bad girls, Wes."

Wes: "I don't need to hear evil plans."

Lilah: "No. It just turns you on knowing I have them."

Wes: "Shut up, Lilah."

Lilah: "Make me."

Wes moves down along her body.

Gwen scales a wall with the help of her repelling hook. Jogs over to an electric box and picks the lock on it. She picks out two wires and partly strips the insulation on them. Pulling off her right glove she takes a hold of the bared wires. The is a small electric discharge and we see the lights on the cameras inside the building go dark.

Gwen closes the box then walks over to a metal door set in the wall. She lays her hand over the red light bar above the lock and after a moment it turns green and the door opens. Gwen enters.

As the door closes behind her, the camera pans over to the metal fencing beside the wall Gwen came over. There are figures climbing the outside of it.

Angel: "Come on."

Gunn: "Damn. This is so much harder than it looks on Batman."

They make it over the fence and to the electrical box. Angel rips the cover off. He sorts through the tangle of wires inside for a moment. Finally he selects a small handful and pulls them out. The lights in the parking garage go dark.

Fred uses some electronic gizmo to make the light on the door turn green and let them in. They descend some concrete steps.

Fred has the building plans spread out and points out where the guys need to go.

Fred: "...thirty yards west. This is the junction."

Angel looks up and notices that the light under the security camera in the hallway they are in is dark.

Fred: "All right. I'll be in here trying to hack the security system for the vault. Charles..."

Gunn: "Secure the escape route. Guard station, one floor down."

Fred: "Disarm and contain. Angel, get to the vault, wait for system shut down, then steal the axis."

Gunn: "You are so hot right now."

Fred: "Go."

The guys jump up and start to head away in separate directions.

Fred: "Guys!"

Angel and Gunn come back and each leaves in the opposite direction they were originally going.

The light on the security camera suddenly comes on. The camera focuses in close on an eye showing a ghostly reflection of Fred gathering up the plans.

Gwen is sitting in one of the duct, holding a pair of wires between her finger.

Gwen: "Yeah. That's not good."

Fred walks into the computer room and opens one of the cabinets.

Fred: "Please let my cellmates be gentle.

Gunn sneaks up behind a security guard.

Gunn: "Look out!"

The guard turns and Gunn knocks him out with a right cross.

Gunn: "I tried to warn you."

Gunn pulls the guard across the carpet.

Angel stops in front of the open doorway into the vault. He pulls out a can of aerosol and sprays the air in the doorway. A network of green light beams becomes visible.

Angel: "Help me out here, Fred."

The barred security gate comes down in front of Angel's face.

Angel: "Not exactly what I had in mind."

Angel takes a hold of the bottom cross bar and starts to lift the gate. He falls back as he is showered with electrical sparks and a ceiling panel inside the vault opens, and Gwen's head and upper torso drop down through it.

Gwen: "You know, I put that down for a reason."

Fred is working on the computers when a warning message flashes on her screen saying: "Vault electrical Monitor. System interference. Malfunction."

Fred: "No! I haven't even gotten *into* the electrical system! So that - that means..."

Gunn drags his security guard into a closet - only to find four more guards in there, already trussed up.

Gunn: "We got company."

Angel: "Who are you?"

Gwen: "Who are you?"

Angel: "I asked you first."

Gwen: "What are you, seven?"

Angel: "Tell me you're not here for the axis."

Gwen: "I'm not here for the axis."

Angel: "You're lying."

Gwen: "I'm fibbing. That's lying. Only classier."

Gwen reaches down a hand and all the light beams arc up and out of her way, then drops down into the cleared space.

Angel: "What?"

Gwen: "Technically? I'm exciting the subatomic particles with electrical energy and then bouncing them off each other before they hit ground state. I just love that folks go for this high tech stuff. Electricity comforts them. Suckers."

Angel: "What - are you?"

Gwen, holding her hand over the palm recognition scanner: "I'm a freak."

There is an electrical discharge and the lock opens.

Gwen: "What did you think?"

Gwen walks into the vault.

Angel: "Yeah, well, uh, I'm sure there is a lot of other nice, expensive things that you could steal in there. It just - it doesn't have to be the one."

Angel again strains to lift the gate.

Gunn comes up: "Where's the bogey?"

Angel: "Inside. She's after the axis."

Gunn: "She? As in she took out the four armed guards downstairs?"

Angel: "That's good to know."

Gwen comes back out of the vault, carrying the axis and takes a hold of the rope she came down on.

Gwen: "So long, handsome."

Angel: "Listen. I need the axis. See, it's an ancient mystical artifact..."

Gwen: "That's fun for a girl and a boy. I like to think of it as - mine."

Angel: "Please."

Gwen: "Please? Are you kidding me? (Sees Gunn) Hey there, Denzel."

Angel: "I'm trying to find someone. Someone very important to me, and the axis there, it's my only shot."

Gunn: "Come on, he's telling the truth."

Gwen: "Oh, golly, if you say it's true. - So what? You just wanna - borrow this thing?"

Angel: "You can do whatever you want with it as soon as I find her."

Gwen: "Her. Of course it's a her."

Gwen lets go of the rope and walks over to the grate.

Gwen: "Two questions then. One: do you really love her?"

Angel: "Yeah. I do."

Gwen: "Two: on a scale of one to ten, exactly how stupid do you think I am?"

Suddenly an alarm goes off, the lights begin to flash, and the gate slowly rises.

Gwen: "Don't answer that."

Angel: "Way to go, Fred."

Gwen goes back to climb her rope. Angel tries to force the gate up faster. Gunn rolls through under the gate as soon as there is enough space an lunges for Gwen, wrapping his arms around her legs.

Gwen: "Let go!"

Gunn: "A little help here!"

Gwen reaches out and sends an electrical charge into Gunn, who lets out a scream. Angel tackles Gwen, breaking her hold on Gunn, who drops to the floor. Fred comes running through the door. Angel has his fingers on Gunn's neck, feeling for a pulse.

Angel: "He's dead."

Break

Fred runs over to Gunn.

Fred: "No! No! No!"

Gwen looks at Gunn lying on the floor and sees the little boy that offered her the toy car at the academy flying backwards through the air.

Gwen: "Move!"

She blows Angel out of the way with an electrical charge, and moves Fred away from Gunn with a well placed kick.

Gwen: "Sorry honey."

Gwen reaches down and lays one hand on Gunn's chest. There are a couple discharges, but nothing changes. Gwen shakes her hand out, puts it back on Gunn's chest.

Gwen: "Just like starting a chevy."

There is another discharge and Gunn arcs up gasping for breath.

Gwen: "There we go."

Angel tosses Gwen to the side and Fred runs back to Gunn. Gwen kicks Angel in the head.

Fred: "Angel, we got to get to a hospital!"

For a moment Angel hesitates, looking from Gunn to Gwen, then he runs to pick Gunn up while Gwen climbs up her rope into the ceiling.

Flash cut of the city lights. Connor walks along a dark road. He looks through a chain link fence at a make-shift homeless camp.

Lilah is standing on a bridge a little ways off, watching Connor through a pair of binoculars.

Angel: "Miss me?"

Lilah lets out a little gasp and lowers the binoculars.

Lilah: "Only in the sense of - no."

Angel: "How's it going, Lilah? Still knocking 'em dead at Wolfram and Hart?"

Lilah, smiling: "You could say that."

Angel: "I wasn't sure, what with all the charity work you seem to be doing down here."

Lilah: "You know, I was just telling someone how deeply I care for the homeless. You let him off pretty easy, didn't you?"

Angel: "Kid messed up. He knows he messed up."

Lilah laughs: "Oh god! The return of the moral high ground? This is that guilt-is-its- own-punishment thing, isn't it?"

Angel: "Kind of my specialty."

Lilah: "Whatever. I don't get it. Let me guess, you're just gonna bird dog the kid 'til he gets weepy and pulls a prodigal?"

Angel: "Oh, I'm not here for him, Lilah. I'm here for you. - Earlier tonight the axis of Pythia was stolen from Chandler's auction house."

Lilah: "Black market, upscale."

Angel: "Thief was, too. What you might call 'specialized.' The kind only people like your clients can afford."

Lilah: "And you want the name of the buyer. Look, Angel, I know you've been out of the loop for a while, but I'm still evil. I don't do errands unless they're - evil errands."

Angel: "I think you'll run this one."

Lilah: "Why? What's in it for me?"

Angel: "Just this once I'll ignore the fact that you're within fifty yards of my son."

Lilah looks down at Connor, now rolled up in a blanket between the other homeless.

Angel leans in close and whispers: "Just this once."

Lilah, as Angel walks away: "So much for moral high ground, huh? (Angel turns back to face her) It's interesting - you coming to *me* for help?"

Angel: "What I find interesting? The fact that I can smell you and Wesley all over each other. - Start making calls. You got an hour."

Gunn is resting, fully dressed on a bed of Frede's room, looking at a print out of his heart monitor tape.

Gunn: "Kind of looks like art, doesn't it? I call it 'takes more than that to kill me, punk!' The 'punk' is what makes it art."

Fred walks in folding laundry as she goes.

Fred: "Did you take your pill?"

Gunn: "Hard to believe this little pointy jabbies are the difference between life and death."

Fred: "Did you?"

Gunn: "You handed it to me."

Fred: "What was it like?"

Gunn: "What was what like?"

Fred: "Being dead? Gone. See anything interesting? White light? Shirley McLain?"

Gunn: "Nothing. I don't - I don't remember."

Fred: "All it was was luck. If that woman wouldn't have come back again..."

Gunn: "Fred, we've been through this. You would have done CPR. I know you."

Fred spins to face him: "What if I wouldn't have been there?"

Gunn: "Then Angel would have picked me up and Flash Gordon-ed me to the E.R."

Fred: "Sure. But then again, it could have been too late, and Angel would have had to swear blood-lusty vengeance on the woman that killed you. And we all know how well that one works out."

Gunn: "Fred, what the hell..."

Fred: "I am so *sick* of holding everything up around here. First Wesley leaves, then Angel and Cordy. I - I'm sick of taking care of everything, and paying bills, and making peace and plans, and keeping my chin up. God! I'm so sick of my chin being up!"

Gunn: "You know what? Just electrocute me now. Because I don't know what kind of alien female thing..."

Fred goes back to rearranging things on her dresser.

Fred: "I thought it'd get better when Angel got back. I thought I would finally be able to breathe again."

Gunn sits up: "Fred, no one forced this responsibility on you."

Fred spins to face him: "Well, who else was gonna do it? Who else was gonna hold everything up after you left me all alone? (Gunn just stares at her) You died and left me all alone!"

Fred starts to cry.

Gunn gets up and slowly gathers her into his arms. After a moment Fred lets herself slump against his chest crying.

Gunn: "Shh. It's okay, baby. Shh."

Gwen, wearing tight, black leather pants and a red, leather spaghetti top walks across the lobby of a high rise, carrying a bag.

She pushes the up button on the elevator and checks her lipstick in the mirror inset in the doors.

Angel: "Nice color."

Gwen spins to find Angel standing behind her. She looks back at the mirror. There is no Angel reflected in it. The elevator dings and the doors open.

Gwen: "Okay. After I kick your ass, I'm gonna ask about that."

Gwen swings the bag in her hand at Angel's head. Angel ducks. Gwen kicks him and tosses the bag she was holding into the elevator.

Angel: "I don't wanna hurt you."

Gwen: "That's what they all say."

They fight. Gwen is quite good.

Gwen: "I don't usually enjoy the hand to hand this much."

Angel blocks her punches and returns them with a few of his own.

Angel: "Maybe you haven't been doing it right."

Gwen goes at it again, supplementing her punches with some electrical discharges. Angel blocks some, takes others. Gwen spins him up against the wall.

Gwen: "Why are you not toast?"

Angel grabs her and slams her up against the wall instead.

Angel: "I'm not even warmed up."

Gwen: "Oh, really?"

Gwen punches Angel across the jaw, sending him rolling to the floor. As Angel picks himself back up, she pulls of the long black gloves covering her hands and arms.

Gwen: "I can fix that."

They go back at it, eventually ending up inside the open elevator.

Gwen straddles Angel, rips his shirt open and rests both her hands on his bare chest. Blue light and sparks arc from her fingers.

Gwen: "Warm enough?"

The camera sinks through Angel's chest to show his heart suddenly coming to life under the electrical charge directed at it.

Angel sits up, grabs a hold of Gwen and pulls her into a deep kiss.

Break

Angel and Gwen are still kissing. A set of thick bars slide across the exit of the elevator and they break apart.

Gwen: "You're alive."

Angel: "You felt that? My heart..."

Gwen: "It was beating. It doesn't, does it?"

Angel: "Cordelia. I got to get out of here."

Gwen: "What the hell is going on?"

Elliot appears on the other side of the bars blocking the elevator door.

Elliot: "Well, that should be obvious - to a professional like yourself."

Angel: "It's a double cross."

Gwen: "I'm not slow. I know it's... - shut up. (To Elliot) Is he one of yours?"

Elliot: "No. I thought he was yours - what with the - tonguing."

Gwen: "In his dreams."

Angel: "Not even close."

Gwen looks at Angel.

Elliot: "Doesn't matter."

Gwen: "Job's done. Elliot. You don't have to do this."

Elliot: "I have no choice. The job you did for me was a train wreck. The noise, the publicity - that little stunt you pulled in the bar."

Gwen: "That was just a joke."

Elliot: "Professionals are discreet, young lady. You, on the other hand, are a freak. A Dangerous - freak. - Which is why I had them remodel the elevator you're standing in. More of a retrofit really. Low-teched the whole thing with six inches of plexi-glass separating you from any available current."

Gwen slams her hands down on the bars.

Elliot: "Tempered Lucite."

Angel: "He's gonna seal us in. Turn on the gas."

Gwen: "What are you, Lex Luthor?"

Elliot: "What do you think? I was gonna stand here and duke it out with electro girl? - Ah, don't worry. I'm told that the gas is very fast acting. You'll be dead with in (checks his left, watchless wrist) Whoops! Where does the time go?"

Gas starts to hiss out of nozzles in the roof of the elevator as the doors slide shut before Angel can stop them from closing.

Angel: "Okay. There's got to be something."

Angel feels along the walls of the elevator, then turns to push Gwen to sit down.

Angel: "Get down. Now! Get low!"

Gwen: "Ow! You jackass! You get low."

Angel: "I don't need to. I don't breathe."

Gwen: "Gee, must be a real turn on for the girlfriend."

Angel: "Utility panel - right about here, you think?"

Gwen: "Plastic's too thick, you lunkhead. I can't get through to blow the charge."

Angel: "Simple question! Is it here or not?"

Gwen: "Yes, it's there."

Angel starts to pound the plexi-glass over the panel with his fist. A few cracks appear. Gwen starts to cough.

Elliot on phone: "We should be finished here any time now. - Oh? - I see. - Uh-huh. Well, we had the tuna casserole last Thursday morning."

Angel is still pounding on the plexi-glass. Gwen is curled up on the floor, coughing.

Gwen: "If I die..."

Angel: "You're not gonna die."

Gwen, gasping: "Last kiss?"

Angel breaks through the plexi-glass. He reaches into the panel and grabs a hold of some wires with one hand, stretching the other out towards Gwen.

Angel: "Hey!"

Gwen takes a hold of Angel's hand, current arcing across their hands.

Elliot looks up as the elevator opens and Angel steps out, carrying Gwen.

Elliot: "Get rid of him."

Angel lays Gwen down in the corner by the elevators and turns to engage Elliot goons.

Nice fighting scene as Angel takes care of the three goons.

He tosses the last one aside and turns to find Gwen advancing on Elliot, who backs away, holding the bag containing the axis up between them like a shield.

Gwen: "I expect to get screwed. Professional thief. Hazard of the biz."

Elliot: "Just wait a second, please."

Gwen: "What I don't appreciate, Elliot, is being called a freak. - That's *my* word. And I get cranky when people like you use it."

Angel: "Gwen. Think about this."

Gwen: "You've ever been struck by lightning, Elliot? I've been struck by lightning fourteen times. It's not my fault. I just attract it. You know what also attracts lightning? Maggoty little norms like you!"

Gwen lifts her hand.

Angel: "So you're a freak. Boo-hoo. So what?"

Gwen: "Excuse me?"

Angel: "I think you've already figures out I'm not the poster boy for normal. Sometimes you got to let go."

Angel hauls back and knocks Elliot out with a hard right.

Gwen: "Hey! I wanted to do that."

Angel: "You were gonna fry him."

Gwen: "Was not!"

Angel: "Don’t' fib."

Gwen: "Fine. Did you at least break his nose?"

Gwen reaches out to turn Elliot over but Angel takes a hold of her arm and holds her fast. We can hear a low electrical sizzle.

Gwen: "You're really gonna use that axis thing to find her, aren't you?"

Angel just looks at her.

Gwen, quietly: "Figures. Anyone that bad at stealing stuff has got to be doing it for love. - Bummer."

Gwen walks past Angel and out the door.

Night. One of the windows in the Hyperion is radiating a bright orange glow.

Fred and Gunn are standing outside the door to Angel's apartment, illuminated by the strong orange light leaking out from under his door.

The glow dies and they look at each other.

Fred: "Do you think he found her?"

The door opens and Angel walks past them not saying a word.

Gunn takes a quick look into room and the axis sitting on the table.

Gunn: "Yeah."

Angel and Gunn are sitting on the stairs. Fred is curled up on the settee.

Fred: "But she was beautiful?"

Angel: "God. - There was all this light around her. And the light seemed to made up of - pure joy - and warmth."

Gunn: "You think higher beings get to take vacations?"

Angel: "The way I saw it - it felt sort of permanent."

Gunn: "Too bad. We could've all gone to Vegas."

Fred: "I guess we should have know that when she started that glowy thing that the Powers were up to something."

Gunn: "Yeah, but who would have thought it would have been this?"

Angel: "Tell you the truth it doesn't surprise me. In some small way, maybe it even makes it easier. Knowing the good she's doing up there. Even if I can't see her or talk to her, it's like she's still on my side."

Fred: "Doesn't mean you miss her any less."

Angel: "No. - All those months under the water I kept thinking to myself 'I got to get home to Cordelia.' I get back and I find out that she's gone. I keep thinking 'I got to get Cordy back home.' Finally I find her and I realize - she already is home - where she belongs."

The camera pulls back and up, out of the hotel, into the clouds and white light and focuses on Cordy.

Cordy: "What are you? Deficient? Get me out of here!"